Rainbow Dash Element of Magic
by sara t. fontanini
Summary: Rainbow Dash is asked by Princess Celestia herself to oversee preparations for the Summer Sun Celebration. Sure it means she has to deal with some weird ponies, but it's not like anything dangerous will happen. Meanwhile, Sunset Shimmer decides she has to thwart the return of The Mare on The Moon...
1. Prologue

Rainbow Dash, Element of Magic

Prologue

The little Pegasus looked up at the imposing building. Canterlot's magic school was the second largest building in the city, with only the Princess' Castle dwarfing it by a large margin. Rainbow Dash gulped and cautiously walked towards the front doorway.

"And just what is your reason for visiting us?"

Rainbow Dash was pale, staring up at the face of the school's headmaster. "I wanna enrol."

The Unicorn blinked. "But...y-you do realise this is a..magic school, correct?"

Rainbow grinned wide, nodding enthusiastically. "Of course! I mean, this is only the best magic school in all Equestria!"

The stallion was still incredibly confused. "Then...why? Y-you're a Pegasus..."

"I've always thought magic was way cooler than anything us Pegasi can do! Levitation, teleportation, transmogrification...Who wouldn't wanna learn that!?" The filly grinned widely.

The headmaster finally decided that tact was working and decided to be blunt. "Only Unicorns can perform magic!"

"That we know of." Rainbow replied. "I just know that if I study hard enough, I'll be able to learn and use magic!"

The stallion shook his head, causing Rainbow's excited grin to fall. "I am sorry to tell you this, but that is impossible. You just are not physically able to use magic like us Unicorns. Just go home and prepare yourself for weather studies like all Pegasi..."

"But I don't wanna be like the rest!" The cyan pegsus cried, tears falling. "I wanna be me! I wanna follow my dreams! I wanna learn magic!"

"I am deeply sorry...but I just can't..."

"I don't see why not. Let her try if she feels she is able." A third voice spoke up, causing Rainbow and the Headmaster to gasp and stare with wide eyes.

"A-are you serious!?" The Unicorn shouted, flabbergasted, at the other unicorn.

Cadence smiled and nodded. "Of course. If a student wishes to learn, let them. At the very least, it would be very interesting to see what studying magic could do for a Pegasus."

Rainbow smiled wide, gazing up at the unicorn. "Y-you mean it?"

Cadence nodded and the headmaster looked like he was ready to pass out. "A-alright, if you say so..." The headmaster said shakily, turning to the blue Pegasus. "Ok, young filly, what is your name?"

"Rainbow Dash!" The filly in question grinned, flapping her wings.

Rainbow Dash was very surprised by how much reading she ahd to do just to learn magic, and was not all that into reading herself, however the moment she realised it was necessary to accomplish her dreams, she dove into every textbook, trying her best to memorise the methods inherent in performing magic.

The students and faculty however were not impressed. An upstart Pegasus decided to sully the reputation of their fine academy of magical arts, and even seemed to believe that she could actually one day learn how to perform magic despite being a non-unicorn. Bullies would target her, sometimes calling her names, knocking her books out of her hooves, using their magic to harass her; the teachers meanwhile would ignore her questions or (in the case of the harsher/meaner ones) force upon her very difficult tasks and errands. Rainbow Learned to ignore it, for it didn't matter what they thought, she would prove her worth in no time.

Almost a year had passed and she was barely getting through her studies, still unable to figure out a method to use magic herself. She hadn't given up, not yet, but she was starting to feel down, especially due to being almost constantly harassed by her newly made rival and arch enemy, Sunset Shimmer. She was always top of the class, always the first to complete an assignment and in all every teacher and student loved her. And Sunset Shimmer knew it, and was always quick to rub it into Rainbow's face, along with the Pegasus' failures.

Sunset Shimmer smirked smugly as she and Rainbow walked the halls. "Are you ready to fail, Featherbrain?"

Rainbow had learned to live with the derogatory nickname as it caught on; but still raised a brow at her rival's comment. "What do you mean?"

"Oh? You mean you don't know?" The Unicorn tittered mockingly. "Why, it's only the most important test of the year. This past year has only been the practice stage, now comes the final test to prove whether you can stomach the real studying."

"R-real...studying..?"

"What, you honestly didn't think it'd take a single year just to learn magic, did you? Today is the final entrance exam, a simple test of magical power. But, of course you'll do fine..." She exclaimed with a mock gasp and false expression of surprise as her horrid smirk went wider. "Oh, but that's right, a stupid featherbrain like you CAN'T use MAGIC." She laughed mockingly. "At least you tried!"

"Oh yeah!" Rainbow called out to hide her nervousness. "I'll show you! I'll ace this test, no sweat, ten seconds flat!"

Inwardly, she was starting to doubt."

It was now Rainbow's turn. She was to hatch a dragon egg using pure magical power alone. She looked around: every student and teacher watched her with eager anticipation, most with looks of disdain.

She clenched her eyes tight, tried to control ehr breathing, and concentrated as her books said.

She recalled every failure, every pony who mocked and harassed her in one or another. She thought of the bullies back home, of her only friend she had ever made, of her family.

Then, she found it.

She opened her eyes and a her wings glowed, surrounded by an rainbow aura. The same aura covered the egg and it started to shake and convulse and suddenly burst, spraying a large multicoloured mass of pure magic which spread out and shot out every door and window throughout the school and flew off into the horizon. As the magic cleared, where an egg had was now a small baby dragon.

The students stared, aghast, while the teachers also looked visibly shocked. Sunset Shimmer was shaking, her eyes pinpricks. The proctor in charge of the test gulped. "Rainbow Dash...passed."

Rainbow grinned triumphantly. "Awwww yeah! I told you all I could do it!" She started to fly around happily, whooping in joy, not even noticing the new mark on her flank: a large, rainbow coloured star surrounded by five smaller white stars.

Rainbow Dash, top graduate of Canterlot's Magic Academy, hummed happily as she and her number one assistant, Spike the baby dragon she had hatched so long ago, were packing.

"Spike, check the list!" Rainbow cheered happily. "Books?"

"Check!"

"snacks?"

"Check!"

"Other books?"

"Check and check!"

"map of the area?"

"Check!"

"The rest of the books?"

"Check, check and checkerooni!"

Rainbow grinned. "Then, by Celestia's mane, we are ready!"

"Yeah!" Spike blinked. "Uhh...you...didn't quite tell me where we are going, or why."

"Oh." The Pegasus blinked a few times. "Well, you see, I got a letter, and it said that I have been given the honour of overseeing preparations for the Summer Sun Celebration on behalf of the princess herself, which will be held at the small quiet town of Ponyville."

The dragon raised a brow. "Why would the princess want you of all ponies to oversee one of the biggest events in Equestria? Doesn't she have official staff for that sort of thing?"

Rainbow shrugged. "She probably just thinks I'm so awesome I can do a better job than anyone else who had the job. After all, I AM the first and so far ONLY Unicorn to learn magic and also top graduate of the academy."

"Rainbow, you're getting full of it again."

"Oh, Spike, that's not me getting full of it." She flapped her wings in a wide arch. "Hay, you should've seen me when i was younger. I was always going on and on about how 'awesome' I was and how i was dead certain to achieve anything easily." She sighed wistfully. "Magic school really taught me to not be such a jerk."

"You still get a little arrogant, Rainbow."

Rainbow shrugged and sighed. "Yeah, but still, at least I'm not doing stupid stunts like when I was a little filly." She helped her assistant carry the luggage as they walked to the chariot that would take them to Ponyville.

"So you say...so what you think Ponyville is like anyway?"

"Oh, nothing as fancy as Canterlot I bet. It's just a small town, I doubt there's anything really remarkable there."

Spike shrugged as they placed their luggage down in the chariot and sat comfortable, the Pegasi pulling the chariot flying at a comfortable pace.

_So, there we are. I know a lot of similar fics have been done and I am doing at least one other fic with a similar premise myself, but I think this one'll have enough differences to make it stand on its own._

_The way Rainbow generates her magic, via her wings, is inspired by a fanfic that postulated that Rainbow's wings were made from the same material as Unicorn horns, and thus she could use magic. Sadly, I can't recall the name of the fic._

_Anyway, next time, Dash comes to Ponyville._


	2. Part 1

Rainbow Dash, Element of Magic

Part 1: Meeting Friends

Rainbow sighed contentedly, breathing in deeply the fresh country air. She didn't mind being cooped up in Canterlot for long times, especially considering it involved her studies which she always enjoyed, however even she could enjoy some fresh air and nice scenery. She looked at her assistant with a smile. "So, what are we supposed to be doing?"

"Well, I think we should just walk around, get our bearings. According to the list, we have to inspect the dining and refreshments, the decorations, the weather and then the music choir."

"Catering? Decorations? Music?" Rainbow frowned. "I thought Celestia just raised the sun like every other day?"

Spike tutted. "Oh Rainbow, I thought you were a bookworm."

"I am! However, it doesn't mean I study everything! I mean, I haven't even been to the Summer Sun Celebration before...I've been...busy."

The dragon sighed. "Alright, the Summer Sun Celebration is the first day of summer, but is also the anniversary of when Celestia first became princess."

"You mean...she wasn't always?"

"Of course not! According to legend, Celestia was just a normal pony with her sister when one day they were transformed into Princesses by...well, it varies from story to story. Anyway, the day they became Princesses and gained control over night and day was ALSO the first day of summer. Hence, all the pomp and circumstance."

The Pegasus blinked. "That's...you sure know more than i was expecting."

"Hey, SOMEONE has to pick up your slack or else we BOTH will end up in trouble."

"Wait." Rainbow interjected. "Princess Celestia had a sister?"

"Yeah, it was while I was researching the Summer Sun Celebration that I found out. It's a really obscure legend, but apparently Celestia actually had a sister who ruled Equestria with her, she raised the moon rather than the sun though."

"So, why isn't she around? I mean, Princess Celestia is still around."

"Well, all I could find was that she went bad and Celestia sealed her away so she wouldn't bother anyone anymore."

Rainbow grinned. "So, Celestia fought and defeated her sister, who we can assume is equal to her in terms of power and authority. That's...really pretty cool!"

Spike nodded, smirking. "And that is why Celestia is the sole ruler of Equestria." He looked down. "Oh, we're here."

Rainbow looked down as the chariot glided down towards the ground and she had a look around, admiring the simple architecture and unpaved roads. The town was the total opposite of Canterlot: it was smaller, simpler, and on the whole felt more...cosy.

As the Chariot landed, the Pegasus and her assistant and stepped onto the ground and thanked the stallions for the ride as they flew off. Rainbow was still admiring the scenery. "So, we just walk around and see the town, and if we bump into the ponies helping with the Celebration we'll just do the inspection?"

"Pretty much."

Rainbow smiled at her assistant as she continued to walk, yelping as she bmped into someone.

"Watch where you are going!"

"Sorry!" Rainbow cringed, then her eyes widened as she looked at the Unicorn she ahd bumped into. "SHIMMER!? What are you doing here? Aren't you supposed to be in Canterlot, studying under the Princess?"

The red –with-yellow-highlights maned Unicorn scoffed irritably. "Well, I WAS going to oversee the Summer Sun Celebration, however the Princess decided my time was better spent 'making friends' or some such drivel."

"Hey, I'm sure the Princess knows what she's doing, even if it does sound...weird." Rainbow said reassuringly.

Sunset Shimmer merely gazed disdainfully. "Either way, I have more important matters to deal with, matters that are no concern of yours." A thought occurred to her. "Why are YOU here, come to think of it? You NEVER leave Canterlot."

Rainbow hopped around giddily, grinning ear to ear. "Oh it's amazingly awesome! The Princess asked ME to inspect how things are going for the Summer Sun Celebration! I mean, she's never even SPOKEN to me before, much less give me such a big job!"

Shimmer's eyes widened, anger visible in her otherwise stony expression, her horn glowing. "What!? She ORDERED me to forgo my duties this year, but she decided to have YOU replace ME!? YOU!? A mere PEGASUS UPSTART!?"

"Uhhh...yes?" Rainbow shrugged with a nervous smile.

"Just...forget it!" She turned and walked away. "If you need me, I'll be at the library, doing important work that is nopony's business!" She gave a quick look at Rainbow Dash. "FYI, You WON'T be needing me. At. All." She trotted away huffily.

Rainbow crossed her forehooves crossly. "Yeah, like I would ever ask you for help, you stuck up, no good pain in my"

"GANGWAYYYYYY!"

Rainbow blinked and looked up and barely dodged as something large almost fall on her. She looked to her side and saw that it was actually a pony. A white pony a messy purple mane, a blank flank and covered in bruises. "Oh hay! Are you alright!?" She quickly helped mare up with her hooves.

"Oh yeah, I'm fine it happens all the time!" The Unicorn grinned, showing that she was missing a couple teeth and rainbow could see that she had a dark ring around her right eye. "I'm Rarity but everyone usually calls me...well, Rarity, to be honest." She blinked as her grin grew wider as she looked Rainbow Dash over, the Pegasus backing away, slightly disturbed by the awkward staring. "OH. MY. CELESTIA! It's really you!" She squeed, pressing her hooves against her cheeks and then craning over to stare at Rainbows flank and wings.

"Uh...could you...not stare at my body like that?"

"OH! I'm so sorry!" The Unicorn backed away quickly. "I was just...I'm just so excited, you know!? I mean, I'm so jealous!"

"Jealous?" Rainbow was starting to sweat nervously. "Uh, why is that?"

"Why? Whyyyy!?" Rarity gasped. "Why, it's because of one simple reason: You managed to achieve your dream so quickly, not to mention you can do what I cannot!"

Rainbow tilted her head. "Huh?"

"Why, flying of course!" The unicorn stood dramatically, her forehooves spread wide. "I mean, ANY Unicorn can use MAGIC, but I have always wanted to be different, to be a diamond cut in a more distinct shape. My dream, Rainbow Dash, is to fly!" She gazed up into the sky, beaming.

"Uh, how do you know my name?"

Rarity gasped again. "Who doesn't know of Rainbow Dash, the Pegasus who did what everypony thought was impossible for a non-unicorn and performed magic! I mean, you're famous, Rainbow Dash!"

"I am?" Rainbow's ears flattened, her eyes widening, her iris' pinpricks.

"Oh yes!" Rarity had her foreleg over Rainbow's shoulder. "And when I heard that, I knew that anypony could achieve their dreams, no matter what, so I trained myself hard and have tried constantly to achieve my goal of flying." She shrugged. "Of course , I haven't QUITE succeeded so far, but I'm not giving up, after all, you never did!"

Rainbow shook her, returning to the present. "So, anyway, Miss, uh, Rarity, you're a local, right? I mean, you could give us a tour of Ponyville, right? You see we're here on business for the princess you see and"

"Say no more!" The white unicorn grinned. "I, Rarity, would be too glad to help you out in any way, shape or form!" She smiled. "So, where to first?"

"Uh, you wouldn't happen to know where the decorations are being prepared for the Celebration, would ya?"

"Oh, yes I do." Rarity's mood deflated and she started to walk slowly. "Right this way, just follow me."

Rainbow shrugged and started to follow as Spike sat on her back, leaning to speak quietly into Rainbow's ear. "Rainbow, this unicorn is nuttier than a peanut sandwich topped with hazelnuts."

Rainbow sighed. "Spike, we don't know her well enough to judge, and it would be better to have a guide than to wander around aimlessly asking random ponies if they're the ones we're looking for. Besides, she seems nice enough."

"Yeah, yeah, still I hope the next pony we meet is not as crazy as this one."

Rainbow sighed. "Yeah...so do I."

Elsewhere, Sunset Shimmer fumed as she rummaged through the shelves of the library.

The Princess had told her that she was no longer going to oversee the Summer Sun Celebration's preparations, and instead had ordered her to go to Ponyville to 'make friends'. How preposterous, she didn't need friends. She was Celestia's student, and thus the second most important pony in Equestria.

But that was fine, that just meant she had more time to focus. She hadn't planned on telling Princess Celestia about what she had learned in the book anyway. The Princess would either laugh it off as some hoax, or more likely, take care of it herself. Finding out that her most hated rival, Rainbow Dash, had been chosen by the princess to oversee the Celebration was simply the last straw.

She REFUSED to be overshadowed by somepony who was inherently INFERIOR to her, and would prove once and for just WHY the Princess had chosen her as her apprentice in the first place.

She would prove once and for all why she was better than Rainbow Dash.

Rainbow looked up at the building.

"It's a carousel."

Rarity nodded. "That's why it's called Carousel Boutique."

Spike blinked. "Ok, um, why is it a carousel?"

Rarity shrugged. "There are a few buildings like this around Ponyville. I think it was a failed scheme by the mayor to drum up tourism, so now it's just...something you get used to when you live here."

Rainbow sighed. "Ok, well I suppose it could be worse."

The door suddenly burst open as an orange earth pony with a yellow mane styled into a large, stylish bun wearing a stately green dress stepped out. "Why, greetings Rarity dahling, have you finally decided to get yourself a makeover? I keep telling you your looks are simply wasted, especially with all those injuries you give yourself." She had a polite, refined southern accent.

Rarity gasped and ran off. "OH hay no! There is no way you are getting me to wear one of those...FROU FROU dresses!"

Rainbow blinked as her tour guide rain into the distance. "Ok then..." She turned to the frankly overdressed pony. "Anyway, I'm Rainbow Dash, and I've been put in charge of overseeing the preparations for the Sumer Sun Celebration being held here in this town."

"Oh Ah know who you are, there is not a pony for miles who has not heard of the Pegasus who graduated from the prestigious Canterlot Academy for Magic. Not many ponies, let alone Pegasi, can boast that." She stepped back inside. "Please, come inside and perform your inspection."

"Uh, alright thanks." Rainbow stepped inside, looking around. She could see mannequins dressed in full attire for both mares and stallions, as well as racks and racks filled with even more clothing and even a few mane styling stations. "Um...wow...this place is..."

"Oh, Ah know what you mean!" The earth pony called coquettishly."Originally this was simply a clothing store, but Ah couldn't simply limit mahself to just clothing!"

"So I take it you're into...this kind of stuff?"

"OH mah heavens yes! IADORE fashion, as well as more cultured pursuits, ever since ah was a small filly..."

Rainbow rolled her eyes. "This is all very fascination however I still need to know about what you'll be doing for the Summer Sun Celebration..."

"Oh of course!" The earth pony trotted quickly into the back room, carrying back a large bundle of cloth, clothing and various decorations decals of the sun. "Ah hope this is all acceptable? Ah also thought that, being such a big event, everypony should dress for the occasion."

Rainbow whistled to herself, looking at every finely tailored suit, every perfectly made decoration and the very beautifully embroidered tapestry that would serve to frame the stage from which the Princess would step out and greet her subjects. "Hmm everything seems fine to me." Her stomach rumbled and she blushed sheepishly. "Uh, you wouldn't happen to know where I could get some food, would you. I'm starving."

"Oh dahling of course I can help you there." She smiled and trotted beside the Pegasus. "Oh! In all this excitement I forgot to introduce mahself!" She curtsied. "Applejack, at your service."

"Well I already introduced myself, more or less." She gestured to the baby dragon on her back. "And this is my number one assistant, Spike."

"Charmed." Applejack smiled and fluttered her eyes, Spike blushing deeply as he stared up at her as the earth pony turned. "Please, if you will follow me, we will get you some food in no time. I will warn you though; it is a fair distance from here."

"Oh that's fine lead the way!" The Pegasus grinned as she followed the earth pony.

Rainbow Dash looked around the countryside as they walked beyond Ponyville's limits. "So, ah, how far are we going?"

"A fair distance." Applejack stated. "They're in charge of the catering during the Summer Sun Celebration, so I thought you may want to visit them while you get yourself something to eat."

Rainbow blinked. "I thought someone more local would be taking care of it though."

"They did last year, but this year I managed to convince the Princess' representatives to give these ponies a chance. Besides, they are still included as members of Ponyville, they just like to keep to themselves mostly."

Rainbow gave her an odd look but then looked up as they came upon a rather large farmstead. He could various crops along with a small house. Her eyes widened as she saw a purple unicorn lifting apples out of their trees with her telekinesis. "Well...you don't see that everyday..."

The Unicorn set the produce down into a cart and turned to her visitors. "Oh, it's nice to see you again, Applejack? And who is your friend? I haven't seen her around before."

Applejack bowed and flourished her forelegs before the Pegasus. "Twilight Sparkle, may it is my pleasure to introduce Miss Rainbow Dash" She got up with a coy smile. "You know, the graduate from the magic academy."

"Oh!" The unicorn moved closer, looking Rainbow over. "I have heard of you. You know, I was going to attend the academy myself when I was younger."

"Oh yeah?" Rainbow cocked an eyebrow. "Then why aren't you in canterlot instead of out here in the boonies?"

"I didn't get to attend." Twilight lead them into the farm. "Mom and Dad used to be low-level nobles, but our family was beset by scandals and extortion, and eventually we lost everything."

"Oh I'm so sorry..." Rainbow muttered, frowning at the Unicorn in sympathy.

"Oh, don't be, it worked out for us. Dad decided that we should try and find a new way to get back our old estate, and so we set up a farm on the outskirts of Ponyville, and here we are. I've found I enjoy farm work far more than anything else and I can't imagine what life would be like if we never lost everything and I ended up becoming some magician or something."

"Hey, magic is amazing!" the Pegasus retorted.

"Oh don't get me wrong, we're Unicorns, we're naturally inclined to use magic, especially since it's really helpful in farm work, but sometimes...I just gotta feel dirt on my hooves and actually use my muscles to tend to the land, Y'know? It's hard to top the feeling of finishing the day and knowing that you did a good day's living with what nature gave ya."

Applejack turned her head away, scoffing. "If you ask me, a lady should never allow anything to mar her appearance."

Rainbow shrugged. "Look, I'm just here on behalf of the princess, I kinda need to make sure the catering is well prepared and everything is up to par, not to mention I kinda need some lunch and I'm a bit low on money at the moment."

"Oh don't worry about a thing!" Twilight grinned. "We're more than welcome to help a pony out in that regard."

"As long as I'm not imposing..."

"Oh not at all!" Twilight lead rainbow over to a medium sized table set up behind the house. "It's the least we can do for a new arrival to the town! Not to mention you're already doing a big job for the princess and all!" She sat the Pegasus down at the table as a unicorn stallion with a burgundy moustache and darker purple coat stepped forth, placing plates of freshly cooked vegetables on the table in front of Rainbow Dash.

"Dig in, it's on the house!" Twilight smiled cheerfully.

The Pegasus chuckled and smiled wide. "Gee thanks! You're not too bad, Miss Sparkle!"

"Oh, Twilight will do, friend!"

"Alright, thanks Twilight!" With that, Rainbow Dash started to indulge her tastebuds in the assortment of food given to her.

Rainbow burped, making her escort, Applejack, frown in disapproval. "Well Ah never! Miss Dash, you really should practice proper etiquette. It never hurts to be polite."

Rainbow blushed, grinning sheepishly. "Hehe, sorry Applejack, even in Canterlot I wasn't exactly known for being really polite and courteous. So, anyway, next is...Music, right?"

"Yep!" Spike answered.

"Oh, that would have to be Fluttershy." Applejack smiled. "She's not too far back, Ah'd be happy to show you the way, but that's the last Ah can do for you, I have to get the decorations set up soon!"

"Hey that's fine, we can handle ourselves, it's our last stop after all." Realization hit the Pegasus. "Wait, I knew a filly back in Cloudsdale named Fluttershy. She was always a shy, timid little thing."

Applejack giggled lightly. "Oh mah stars, we simply CAN'T be talking about the same Fluttershy here!"

"We can't?" The Pegasus raised a brow incredulously.

"Oh heavens no! You'll see for yourself in a minute, here we are!"

Rainbow Dash looked up at the small cottage that now stood in front of them. She trotted over and carefully knocked on the door.

The door FLUNG open as a yellow Pegasus with long pink mane hovered out, singing excitedly in a wordless song.

"Oh welcome Applejack!" the Pegasus called out excitedly. "Are you here to model me again?"

The earth pony shook her head. "No, not this time. Actually, somepony needed to see if you were ready for the Summer Sun Celebration tonight?"

"Oh that's tonight!? Oh silly me, I'm so EXCITED!" The Pegasus grinned wide. "So, who wanted to visit me? I'm always up for meeting new ponies!"

"Uh," Rainbow Dash started, causing Fluttershy to look over at her, her eyes widening in recognition. "Hey, Flutters."

"DASHIE!" Fluttershy squeed and hugged her childhood friend tightly, making the other Pegasus gasp for breath. "Oh it's been so long! I missed you! So did you finish your studies!?"

"Y-yeah more or less..." Rainbow Dash managed to crawl out of her friend's grasp and brush herself off. "What about you? You seem...different. When I last saw you, you were scared of your own shadow, let alone talking to other ponies. In fact, it took me three whole weeks just to get you to say hi to me!"

Fluttershy waved her foreleg dismissively. "Oh THAT. Well, you see, after you left the bullying got worse, but at the time I got a visit from somepony very special." The Pegasus started to sing.

"She told me that the bullies

Were just having their own fun

And didn't mean to be so mean

So she said just smile and laugh and sing

And then you'll find they aren't so bad!

So the next day when they called me names

I just laughed along with them!

At first they were confused and a little puzzled

But the more I laughed and sang, the more they sang with me

Giggle with the bullies

Make them smile with you!

Cause in the end

Not everyone is as bad as they seem!"

Rainbow Dash blinked and stared at Applejack. "I-Is she...going to do this for a while?"

"Oh yes, I do believe she'll be at this for at LEAST an hour."

Spike grumbled. "Aww man..."

The yellow Pegasus gasped and flew right into Spike's face. "Oh boy! A-are you...a-a dragon...?"

"Y-yeah..." The baby dragon gulped nervously.

"YES!" Fluttershy cheered. "A real live dragon! And. He. Talks! This. Is. So. Awesome!"

Rainbow stared, utterly flabbergasted. This pony was so unlike the Fluttershy she had known back when she was a filly, and now she wasn't sure who this was, or whether or not this was a good change or a bad change. Spike meanwhile blushed and looked away bashfully, unused to someone giving him any positive attention.

"Well uh...you really think I'm cool?" He rubbed the back of his head, grinning bashfully.

"Oh yes! Dragons are so amazing! I've always wanted to meet a real dragon even if they are super dangerous." She smiles wider.

Rainbow Dash quickly pulled Spike into her forehooves, grinning nervously. "Well, we can clearly see you're well prepared for the Summer Sun Celebration so we'll see you there!" Rainbow Dash said quickly before running off, dragging Spike with her.

"Aww come on Rainbow she's the first pony apart from you to actually compliment me on being a dragon!" Spike whined.

Rainbow glared. "Look, something isn't right with her! I'm just...I just wanna go home right now alright? I can't handle all these weird ponies...especially since I remember one of them being so different...almost...normal...for her at least."

Spike sighed. "Alright...well, at least we finished the job the Princess gave us so we should find someplace to stay for awhile until the Summer Sun Celebration later tonight."

"Yeah...Yeah I suppose that'll be fine..."

Later that night, a large party was gathered in the City Hall, where everything had been set up for the Summer Sun Celebration. Rainbow Dash and Spike waited in the audience.

"So...when you think it'll start?" Spike asked, fishing for conversation.

"Hey I haven't been to this thing before either so how should I know?"

A pink pony with a long pink mane and that draped down from her head like a curtain looked at them with a dead eyed stare. "You are kidding right? You don't look like a baby, so how can you not have been to the Summer Sun Celebration before?" Her voice was a dull monotone.

Rainbow Dash blinked and smiled nervously, unnerved by the newcomer. "Well you see I've been up in Canterlot for the past...years, you know, studying magic and whatnot, so I never really had time to attend certain holidays."

"Ah. I see. You're antisocial. Or perhaps you're just an outcast and don't realise it. Don't worry. You and my family are just the same." She turned away slowly.

Spike raised a brow. "Well that was...weird."

"Be quiet, the both of you!" Applejack hissed from in front of them. "It's about to start!"

"Fillies and Gentlecolts," The mayor began, standing on top of a heavily draped balcony overlooking the audience. "It is my pride and pleasure in welcoming a most important pony visiting us here in ponyville...I bring you, Princess Celestia!"

The curtain behind her drifted open revealing...empty space.

The mayor blinked, looking flustered. "W-where in the...How...Where is the Princess!?"

Rainbow blinked. "I...don't think this is part of the ceremony."

Suddenly a loud cackling laugh filled the room and a cloud of dark smoke filled with star twisted and coiled into the room, coalescing into the form of a tall, dark winged unicorn clad in armour, her eyes green with slitted reptilian pupils, her mane and tail made of the same star filled smoke as what she had previously appeared as. The being smirked.

"Hello, citizens of Ponyville. Bow down before your new Princess."

Rainbow Dash gulped. "Definitely not part of the ceremony."

_Hi all! Experimenting with a new scene transition tool since apparently my old method doesn't work...anyway!_

_Not much to say here really though I was really stuck on what to do with pinkie and Fluttershy. Hell, my original idea was to make Pinkie simply exactly like Fluttershy. I then felt that was lazy and uncreative._

_I hope you all enjoyed it and please comment!_


	3. Part 2

Rainbow Dash, Element of Magic

Part 2: Everfree

The tall, imposing figure stood over the assembled ponies. Her coat and wings were a pitch black, her eyes green and reptilian, her mane and tail looked like dark blue clouds filled with small dots of light, and her head, torso and legs were adorned with silver armour.

"Hello, little foals." The winged Pegasus said calmly. "I am here to assume my rightful place as your unquestioned ruler. Now, many of you may not recognise me, or even know of me at all. I'd be all too happy to explain..."

Suddenly her mane twisted and writhed around as it blocked several blasts of magic that were fired towards, her glared balefully as the other ponies stared at a new figure, that of Sunset Shimmer, her horn glowing a bright yellow.

"You're Nightmare Moon, the princess of the night who was sealed in the moon for trying to depose the Princess." Shimmer said. "You're a tyrant who has returned from the past to force upon us an unending night! But I won't allow it!"

The dark Princess smirked. "Well, well, well, somepony remembers me. And who are you to challenge me, little pony?"

Sunset Shimmer lifted her head up high haughtily. "I am Sunset Shimmer, Celestia's personal student of magic. I am more qualified than anyone in this room to battle you!"

Nightmare Moon tilted her head, a quizzical expression on her face. "Oh? My sister's student? Well then, I shouldn't take you lightly, mustn't I?"

She stamped her hoof three times in quick succession, an suddenly dozens of black, flying creatures tore through the ceiling and surrounded Sunset Shimmer, dashing around fast lightning as each kicked, bit an clawed at her. Shimmer gasped pain and then they slammed her into a table, causing it to collapse under her weight. The creatures surrounded the Nightmare Moon and bowed before her, and everyone could see that they resembled ponies but had the same, dark coat, oddly shape ears, yellow reptilian eyes much like Nightmare Moon had and had large, bat-like wings. Each one was clad in silver armour.

"We are here to serve you, my Princess." The leader of the creatures said.

The Princess of the Night smirked. "Very well, come with me, we shall first overthrow my dear sister and usher in a world of night eternal!" she cackle wickedly as she and her minions flew out of the building.

Rainbow Dash stared up at the retreating figures, as were several other ponies. The Pegasus blinked. "Oh no...Spike...that was that evil princess you mentioned earlier..."

"Yeah..." The dragon gulped. "D-didn't think she would be real."

"Well I did!"

Everypony turned to look at Sunset Shimmer, who had gotten back onto her hooves, breathing heavily, her mane a mess and her body covered in cuts and bruises. "Unlike you peons, I did my research, and found that according to legend, 1000 years after she was sealed inside the moon, Nightmare Moon would return and try to continue where she left off." She growled, looking away from everyone. "Unfortunately, it seems even I, Celestia's personal student, cannot defeat her using magic alone. That is why I shall I go on my own and recover the elements of harmony!"

Rarity stepped forward, eyebrow raised. "...and those would be...?"

Sunset Shimmer turned her head up with an arrogant 'hmph'. "They are the most powerful artefacts in Equestrian history, the greatest magical objects in history! With them, Celestia was able to defeat Nightmare Moon and seal her within the moon, and I shall do likewise! After all, I am her student, surely I am the one best suited to the task!"

"Shouldn't someone warn her?" Rainbow Dash exclaimed. "I mean, she needs to know that this Nightmare Moon lady is gunning after her!"

"It will take too long to send a letter or send someone to talk to her personally." Shimmer stated. "Besides, it is unnecessary, since I will defeat Nightmare Moon before she becomes a problem."

"Don't get cocky!" the cyan Pegasus said, literally butting heads with the yellow unicorn. "You have no idea how these 'Elements of Harmony' work or even what they do, or even where they are! At the very least, you need somepony or two to back you up while we send somepony to talk to the princess! She needs to know beforehand if anything goes wrong!"

"Ha! This coming from 'the best magic user in Equestria'? You are still the weak, arrogant Pegasus who didn't know her place like you have ALWAYS been and always WILL be! I will save Equestria. ALONE!" Her horn glowed and she vanished in a burst of light.

"Ahhh!" The Pegasus growled out in frustration. "That IDIOT! What the HAY is she trying to prove here!?" She turned to a grey Pegasus with...lopsided eyes and a blonde mane and tail. "Hey, you're a Pegasus; could you fly to Canterlot and tell the princess what's going on?"

The mare saluted and nodded, flying out through the huge hole in the ceiling. Rainbow Dash turned.

"Alright, I'm gonna go after Shimmer and make sure she doesn't get herself killed or worse!" She quickly ran out of the building, looking around frantically for her rival. She spotted her running into a dark forest at the edge of the town and Dash quickly bolted after her.

As Rainbow Dash ran towards the forest, she skidded to a halt as five ponies stood in front of her. Twilight, Applejack, Rarity, Fluttershy and the pink one she met earlier all stood; the unicorns and the fashion style obsessed earth pony looking particularly disapproving to say the least.

"What the HAY is wrong with you!?" Twilight yelled out in exasperation. Do you have any idea what this is!?"

Dash and Spike tilted their heads. "Uhh...you mean the forest?" The dragon offered.

"This isn't just a forest, Dahlings!" Applejack gasped in shock. "This...IS THE EVERFREE FOREST!" She fainted melodramatically, he pink one catching her, looking mildly annoyed.

Dash squinted. "That...doesn't explain anything. Heck, the name doesn't sound too threatening."

"Oh but it is a dreadful place!" Fluttershy said. "It's filled with scary monsters, is so huge you could easily get lost, and it has its own weather!"

"Not to mention the place is brimming with wild magic so who knows what could happen!"

Rainbow Dash waved a hoof. "Pshaw, you guys are making mountains out of molehills." She started to jump into the air and glide over the group.

"Wait!" Rarity called out. "If you insist on going in there we'll have to go in there with you!"

"What!?" Applejack gasped in shock. "Nopony said anything about going in there WITH her!"

"What, so you'd rather just let her go in by herself where she could get herself hurt, or worse?" Rarity retorted, glaring at the earth pony.

"N-now Dahling, Ah didn't say that."

"'We'?" the pink pony said with a raised eyebrow. "I'm only here because I was curious what was going to happen, I have nothing to do with any of you weirdos."

"How rude!" Applejack exclaimed. "And just who are you anyway?"

"Pinkamena Diane Pie. Came here for business reasons, and then stayed to see the Summer Sun Celebration. However, I have nothing better to do and this Nightmare Moon thing might cause some problems for my farm, so I'm in."

"And I'm always willing to help however I can!" Twilight added.

"And I would never let Rainbow Dash go anywhere dangerous by herself." Fluttershy stated. "Besides, like Pinkie said, it could be kinda fun!"

Pinkamena glared. "Never. Call me. Pinkie."

"Ok Pinkie." Fluttershy smiled.

The pink pony groaned in frustration.

Rainbow Dash stared at the ponies. "Are you...sure? I mean, you guys barely know me, and I seriously don't know you guys too well...plus you guys said it would be dangerous. I at least have magic and I suppose so does Miss Rarity and Miss Twilight do too but the rest of you...?"

"Oh we'll be fine Rainbow Dash!" Fluttershy grinned. "Besides, it's always better to have somepony to help you rather than go it alone. That's what granny always said!"

Rainbow Dash stared for a long while and then sighed. "Alright, but first sign of trouble and you guys are the first to run on home."

"You're the boss!" Rarity squealed. "OH my gosh oh my gosh oh my gosh I'm going on an adventure with Rainbow Dash herself."

Applejack looked around as the other ponies left her alone. "Hey, wait for me!" She ran after the group hurriedly as they trotted into the forest.

Nightmare Moon Gazed around her as she flew towards Canterlot where her sister was waiting. Soon these worthless foals would bow to her beautiful night and learn to love and appreciate it as they will her.

She turned her head towards the large forest that spanned far across Equestria. She remembered it. It was where the old castle was, where she and her sister had lived before. There...

She stopped and her army of Nightsteeds froze in place, looking up at her.

"We must stop here first, for here lies hidden a weapon that Celestia used to defeat me years ago. If she doesn't hold it herself, then it may be here. It may be best to check here first and remove all possibility of anything standing in my way. Come, help me search, my loyal Nightsteeds."

The Nightsteed captain bowed. "As you command, my Princess."

The followed her as she flew deep towards the centre of the forest.

Rarity looked at Rainbow Dash as the six of them trotted through the forest. "Now...Are you sure about bringing your pet along? I mean, he seems a little...well it may seem hypocritical, but are you sure he's safe?"

Rainbow Dash froze and looked at the Unicorn sternly. "Now look, Spike is not my 'pet'. He is a son and a brother to me, and he has always been at my side. I never go ANYWHERE without my trusted assistant."

"Yeah!" The Dragon piped up. "I'm Dash's right hand dragon and don't you forget it sister!"

"Alright alright!" The unicorn sighed. "I was just looking out for the little fella is all..."

Fluttershy suddenly flew between them. "Oh I'm sure a strong dragon like Spike will be fine! Even baby dragons can be dangerous!" She grinned wide.

The dragon blushed deeply and rubbed the back of his head. "Ah gee, thanks Fluttershy..."

"Don't worry about it." The Pegasus closed her eyes sagely. "It's a simple fact of nature: Dragons are the third most powerful species in Equestria and even babies can breathe fire."

Spike smiled goofily at the perceived praise while Rainbow Dash sighed as she decided to just ignore everything. She looked over at Rarity. "Ok, I gotta ask cause it's been bugging me for a while, but why do you wanna fly so bad anyway? I mean you're a unicorn for Celestia's sake, you could just use a cloud walking spell or a false wing spell."

"Oh, you mean the spell that makes incredibly weak, fragile wing that could break if put under too much stress or if you fly to close to the sun?" The unicorn raised a brow.

"Ok ya got a point there..."

Rarity shrugged. "Eh, that's not really the reason why. You see, when I was just a filly, I was interested in making beautiful dresses but I was missing something, a gemstone that would have held the whole ensemble together. However, I couldn't find one just lying around so I decided to dig up one from the ground myself. It...was harder than I thought. As I struggled and toiled and dug, I looked up and saw a MASSIVE burst of rainbow light fly across the horizon. And as I watched, I saw a group of Pegasi fly around the rainbow, using the wind the shape the rainbow into beautiful shapes, to accentuate the breathtaking manoeuvres. At that moment, I dropped my shovel and just...watched. I never paid much mind to pegasi in the past, but at that moment, I was transfixed." Her eyes were wide and misty as she looked back on the past happily. "And as the rainbow dissipated they flew off into the distance, towards Cloudsdale and I thought to myself 'That. That is what I want to do with my life. Making dresses, matching them with pretty gemstones...that is nothing compared to...that.' Later on, I learned the Pegasi I watched were the Wonderbolts, the best fliers in all Equestria. I wanted, no, NEEDED to join them. Ever since, I have been obsessed with somehow learning to fly WITHOUT the use of magic."

"But why?" Rainbow looked confused. "Magic would make it easier to accomplish, if risky."

"Perhaps, but, well, as I said you're kind of an idol to me. You inspired me." She pointed a hoof at the Pegasus' wings. "You, a Pegasus, did the impossible and LEARNED MAGIC. If you could do something like that, then perhaps I, a Unicorn, could find a way to fly." She smirked. "Besides, wouldn't you agree that using magic would be cheating? After all, did you cheat to learn magic?"

"Of course not!"

"There, you see? It's the same with me. Even if they are my natural gifts, they are an unfair advantage and they would make my dream feel empty, you know?" She trotted beside the Pegasus, smiling wide.

Rainbow pondered that for a moment. "Yeah..."

There was a ripping noise as fabric was torn, followed by gasp of exasperation and annoyance. Everypony turned to look at Applejack, whose green dress had been slightly torn by an errant branch. "Look at this! This forest is RUINING my dress! Ah spent MONTHS trying to get this dress PERFECT for tonight, but now LOOK at it! It's a travesty!"

"You know, you could have taken it off BEFORE we got in here." Twilight pointed out.

Applejack turned her head away huffily. "A proper lady must always dress her best, no matter the situation."

Rainbow rubbed her head, feeling a headache forming. "Then why not just stay in Ponyville where it's apparently safer AND it'd be less of a hassle for everypony?"

"But Dahling, then I wouldn't be able to help you." She trotted over closer to the back of the group. "A proper lady doesn't simply abandon her friends and acquaintances simply due to something as ridiculous as INCONVENIENCE."

Rainbow tilted her head. "I...guess?" She sighed and looked down. "Oh Celestia, is everypony from Ponyville CRAZY?"

"I wouldn't say we're crazy." Rarity said. "Everypony has their own quirks, that's all."

"I'd say you're crazy." Pinkamena stated bluntly.

Applejack huffed. "Oh sure, you wouldn't be the first to call me weird or crazy, but Ah have reasons for why Ah am the way Ah am."

"Oh do enlighten us." Pinkamena and Rainbow Dash deadpanned, and then quickly turned to each other and gave each other weird stares.

"Very well, Ah shall!" The Earth Pony posed dramatically. "When Ah was but young filly, Ah lived on a farm with mah family. However, as young fillies are wont to do, Ah began to wonder about mah place on the farm and whether there wasn't anything beyond what Ah was born into. And so, mah granny sent me to mah Aunt and Uncle in Manehatten, where Ah got to see the flipside to the simple life: mah Aunt and Uncle were wealthy socialites who hanged around with the highest echelons of Manehatten society, if you pardon the redundancy. At first, Ah was apprehensive: this wasn't how Ah was raised and these ponies were not what I was used to. But, that changed when mah Aunt and took me along to a ball. Ah hadn't really paid much attention to what Ah had put on for the occasion, only that Auntie told me to wear something nice. However, my outfit had drawn many ponies to me, and they started asking me questions about myself and what Ah liked. Of course, being courteous, Ah explained mahself to them in my old...antiquated way. And the more Ah socialised, ate, drank and danced, the more Ah began to admire it all. So many ponies find the high life boring, but Ah...Ah felt special. And it was all thanks to that dress. Ah realised that if such a simple thing could make me happy, why, just imagine the joy it would bring unto others. Ah decided to share my joy with the world, and that is why Ah opened my boutique in my hometown, where it all began." She smiled wistfully, staring up into the night sky.

"Uh...wow..." Rainbow Dash said, dumfounded. "That's...actually rather deep..."

"What were you expecting? For me to just be a bit chaser who just wants to use mah appearance and etiquette to lord it over everpony?" The earth pony gave the Pegasus a stern gaze.

"W-well not really but...well I dunno..." Rainbow looked away, blushing with embarrassment.

"It is quite alright, Ah'm used to the occasional misunderstanding." Applejack smiled, which dropped the moment she tripped into a muddy puddle. "COUNFOUND this BLASTED forest!"

Spike and Rainbow Dash tried to suppress a chortle while Fluttershy giggled mirthfully and the other two ponies mere chuckled with bemused smirks, and Pinkamena merely shook her head and sighed.

Rainbow blinked as she saw bright yellow flashes strike the surrounding trees. "What the..?" She suddenly jumped back as a tree fell just inches in front of where she had stood.

"I told you to let me handle this!" The voice of Sunset Shimmer called out. "You are getting in my way!"

Rainbow frowned. "We just want to help!"

"I don't need any help!"

Suddenly, several yellow flashes went off and the trees started collapsing around them like dominos. They all rushed down the path as fast they could, barely any time to talk amongst each other. One by one, tree after tree fell and those could not fly had to leap as trees began to collapse in front of them. Eventually, the onslaught came to an end and the six mares could stop and catch their breaths.

"Th-that crazy mare!" Twilight cried out. "She could've killed us!"

Pinkamena frowned more than she was before. "I think she was."

"But that's crazy!" Applejack exclaimed. "Why in Celestia's name would she do that!?"

"Maybe she doesn't want competition." Pinkamena stated. "She's trying to prove she's better than anypony, and might be trying to make sure nopony else steals the spotlight."

"That's ridiculous!" Twilight replied. "We're only trying to help her, not do anything in her stead."

Rainbow Dash looked thoughtful. "Actually...that does sound like Shimmer to me...She was always full of herself and always trying to prove she was better than everypony."

"But surely she wouldn't resort to actually hurting anypony right?" Fluttershy pointed out. "After all, we just want to help her."

"Help me!?" The six turned and saw Sunset Shimmer standing before them, an expression of pure rage on her features. "I don't need ANYPONY'S help!"

She started blasting magic wildly, causing the six to scatter as they tried to dodge her attacks.

"I am Celestia student!" Sunset Shimmer yelled. "ME! I am a unicorn whose magical skill is beyond anyone else's! Only I can handle the Element of Harmony! ONLY I AM WORTHY TO DEFEAT NIGHTMARE MOON! AND I WON'T ALLOW ANYPONY TO STEAL OR LESSEN MY MOMENT OF TRIUMPH!"

"You're crazier than all five of these ponies combined!" Pinkamena shouted.

"AGHHGHHAHAHGHAAHGHHH!" Sunset Shimmer responded ferally, eyes mad with fury. Magic struck down several trees and scorched spots on the ground.

Applejack, Rarity and Pinkamena cried out in pain as they were struck and Twilight clenched her eyes shut as a bolt came towards her. She blinked when she felt no pain and looked up at Rainbow Dash, who erected a barrier of Rainbow Magic generated from her wings.

"That's enough, Sunset Shimmer." The blue Pegasus stated. "It's fine if you don't want our help, but normal ponies DON'T react this violently. I'm starting to think that maybe you're not stable enough to use the Elements of Harmony. I mean, who knows what would happen if you're careless with them?"

"You dare lecture ME!?" The yellow unicorn stamped her hoof in anger. "I am Celestia's student, I have been seen as worthy of her tutelage. YOU are nothing but a...a...FREAK who SOMEHOW managed to go against the natural order!"

Spike glared. "Don't you dare talk to Rainbow like that."

Sunset Shimmer smirked, snorting. "And what are you going to do about it, lizardbreath? You're just a baby dragon; everypony knows baby dragons are harmless! Besides, with the number of spells I know, I can beat you with two hooves tied."

"That's not all that impressive coming from a unicorn." Pinkamena pointed out, not hurt enough to impede her speech as she got up slowly. "Any unicorn can beat somepony with two hooves tied."

Sunset Shimmer growled. "Shut up! All of you, shut up!" A bright yellow flash blinded them all, a loud trotting sound resounding as Sunset Shimmer fled.

Rainbow Dash blinked her eyes. "Darn, that mare is a screw loose! We gotta stop her before something goes wrong!"

"She might be right though." Rarity said, getting up onto her hooves. "I mean, sure, she's not exactly what I'd call stable, but she is Celestia's personal student, and she does know a lot about the situation."

"I'm not saying we just hijack her mission." Rainbow replied calmly. "But, if we just leave everything in her hooves, who knows what could go wrong? Besides, I doubt any of us want to leave the fate of Equestria in the hooves of a pony more concerned with getting glory than saving anyone from a tyrant."

Pinkamena stood at Rainbow's side. "I'm with her. This Sunset Shimmer is no friend of mine and I don't really trust her with my safety; mostly because she just blasted me with magic."

Applejack nodded. "Ah agree. Ah rather trust you than that mad hooligan."

Twilight sighed. "You guys might have a point...I'm with you."

Rarity looked unconvinced. "I still think we can get through to her, but...I'm still willing to stand by you."

Fluttershy shrugged. "Oh well. Sometimes, if a bully is really stubborn, you have to really show them some tough love!" The other six stared at her and she giggled. "Oh come on guys, you're looking at me like I repeatedly beat somepony in the face with my hooves while singing about how much they suck."

Rainbow paled at that, looking at the Pegasus cautiously. "Uh...anyway let's just...keep moving..."

The others nodded as they continued their trek deeper into the forest.

Elsewhere, Sunset Shimmer growled in frustration. "How dare they try and take it all away from me. How dare SHE try to steal the fame and glory that is rightfully MINE!" She blasted a burst of magic at creature stalking through the forest. It roared and ran into the direction of the six mares as Sunset Shimmer smirked.

"That should take care of them."

She yelped in surprise as she lost her footing as she turned, tripping down a path of rocks of varying size and mass, grunting with pain each time she impacted.

There was a roar as the six mares froze in their tracks.

"W-what was that?" Spike gulped.

"What are you so scared about? Pinkamena grumbled irritably. "You're a dragon."

"Yeah, but my fire breath isn't strong, and beside it doesn't burn."

The pink earth pony growled. "What does that even MEAN!? How does dragonfire NOT BURN!? It's goshdang fire!"

Before Rainbow or Spike could explain, Fluttershy glided to the front, giggling excitedly. "Oh! That sounded like the telltale call of...AN URSA MINOR!" She squeeled.

Rainbow Dash gulped. "A-an Ursa Minor!? A-are you sure!?"

"Yep yep!" The yellow Pegasus nodded, grinning wide. "They are so interesting! They're bigger than houses and really strong, and very territorial."

Applejack gulped. "Territorial?"

"Oh yes!" Fluttershy confirmed obliviously. "If they so much as see something they even think is in their territory, they will chase after it and crush it and rip it to shreds!"

"Why are you so excited!?" Twilight exclaimed incredulously.

"Because I always wanted to see an Ursa up close!"

At that moment, as per the forces of narrative causality, the aforementioned beast tore through a group of trees, roaring angrily.

Fluttershy pressed her forehooves against her face, squeeling. "Ohmygoshohmygoshohmygoshohmygosh!" She flew around the the Ursa excitedly, earning its attention. "Oh wow! You're even more amazing than I thought!" It swiped a claw at her, but she easily dodged. "Your body is translucent! That's SUPER unexpected, but really cool!" It swiped again, but again she lopped around the attacks. "And you're covered in stars...I wonder how that works? Are they real stars or just markings, like how butterflies and moths sometimes have eyes drawn on their wings?" It swiped again and again and again, fruitlessly. It was now getting tired, panting, weakly raising its paws to claw at the Pegasus. She finally stopped flying and landed on its nose, grinning wide. "Let's be friends!"

The Ursa shook and shivered, yellow magic pouring out of its head and it turn tail and hurriedly trudged away from the seemingly mad pony. Fluttershy pouted and rejoined the group. "Was it something I said?"

Rainbow, Spike and Rarity were hiding chuckles. "That...that was an interesting...what you did there." Rainbow surmised. "That thing could've killed us in one move but you didn't even flinch."

"Of course not!" the other Pegasus grinned. "Animals are just like ponies; they're not violent cause they're mean, they have reasons. The best way to deal with anything is to laugh and have fun and sing, and make friends!" She rose on her hooves, forelegs spread wide.

Twilight however simply looked confused and weirded out, while Applejack raised a brow incredulously. Pinkamena simply looked irritated.

"Can we just get on with the whole world saving quest already?" The pink pony grumbled.

Rainbow shook her head, straightening herself up. "Yeah, let's get going girls, no telling what's waiting for us next."

Applejack groaned. "I just wish we would go home already..." However she, and everyone else for that matter, followed Rainbow as she continued their trek.

As they did so, they came across the curled up, bruised and battered form of Sunset Shimmer, lying before a group of small rocks.

"Oh you're hurt!" Rarity hurried over, pulling something out of a small, round, greyish pouch. "I have just the thing!" She kneeled at the mare's side, wrapping bandages around her wounds.

"That was...quick." Rianbow Dash said. "You...you always carry bandages?"

The white unicorn nodded. "Bandages, band aids, cotton swabs, handkerchiefs, disinfectant, even got some string for sutures."

"Sutures!?" The cyan Pegasus gasped. "Isn't that a little...excessive."

"Not really." Twilight said, looking at Rarity in concern. "She's always hatching some crazy scheme to find a way to fly somehow...and it always fails."

"And as you can imagine," Rarity continued for her, "falling from a certain height can be quite painful and harmful, so I took to carrying first aid wherever I go." She smiles wide, using a disinfected cloth to wipe off any blood as she applied the bandages.

Sunset growled and pushed the white unicorn away from her. "How dare you!? I do not need your help!" She looked confused. "Why did you even try to help me!?"

"Because it's the right thing to do." Rarity answered. "I could never leave a pony hurt if I saw them and knew I could help them in any way."

"We're not your enemies." Twilight offered. "We just want to help you protect our home."

"NO!" Sunset Shimmer roared, blasting fire from her horn, the six mares scattering to escape the flames. "Only I will save Equestria! Only I can stop Nightmare Moon! Only I deserve to be recognised as the greatest magic user in the world!"

Rainbow Dash stepped forward, one wing glowing as she erected a shield, the other firing magical blasts at Sunset Shimmer, making her retreat. "You had your chance and you threw it away! Shimmer, I have had it with your arrogant, 'I'm better than you' attitude!" Her shield blocked several fireballs that Sunset Shimmer loosed.

"Shut up!" The increasingly deranged looking unicorn spat, eyes bulging in rage. "I would have already found the Elements by now if you six IDIOTS didn't decide to meddle! And how dare YOU, of all ponies, speak to me about arrogance!"

Rainbow glared and did something unexpected: she stepped close and pushed her shield towards Sunset Shimmer, slamming the magical construct directly into the unicorn's face. Shimmer stumbled; her horn stopped glowing for a moment before the shield vanished, a much smaller one now around her horn.

"Stop acting like a child!" Rainbow scolded. "This isn't a game! A real tyrant from ancient legend has returned and you are too busy focusing on six ponies who are only trying to help instead of finding the things needed to stop Nightmare Moon! WHAT IS WRONG YOU!?"

"Yeah!" Spike added. "And your mane is a mess!" Rainbow gave him a quizzical look and he shrugged. "Well it is!"

"SHUTSHUTUPSHUTUPSHUTUPSHUTUPSHUTUPSHUTUP!" Shimmer screamed, disappearing a flash of bright yellow light.

"Would you stop doing that!?" Spike yelled out in frustration. Rainbow meanwhile looked around to assess the damage, seeing Twilight help Rarity bandage her leg, which had gotten burned by the flames.

"Everyone else...alright?" Rainbow asked, panting from passing adrenaline. She turned to Rarity. "You know, you shouldn't have helped her. She has literally done nothing to earn any trust or compassion from us, and you had to have known he would've tried to attack us again."

The white unicorn nodded. "Of course I did."

"Then WHY THE HAY would you help her anyway!?" Pinkamena gasped in exasperation.

"Because, seeing a defenceless pony hurt and in pain...That's just not in my nature." Rarity smiled softly. "It would be far too cruel of me to do anything like that..."

"But not everypony deserves to be treated with kindness." Rainbow pointed out.

"Then so be it, if that is their prerogative. They are themselves, I am me." She flexed her hooves and got back on an upright position, grinning at Twilight. "Thanks a bunch! You did a good job!"

The other unicorn smiled back, revealing that she was also missing a tooth. "No problem! I'm always willing to lend a helping hand!"

Rainbow gestured everyone onwards and the group trudged forward. They looked up as they walked past the trees and saw a large castle looming in the distance, silhouetted by the moon's light. Directly in front of them was a large gorge and...A purple sea serpent with a luxurious mane and moustache, which was somehow tied into the ground itself, the large creature forming an impromptu bridge over the chasm.

The creature was crying.

Rainbow, Rarity, Fluttershy, Twilight and even Applejack gasped, eyes widening as they rushed over.

"Are you alright!?" Rarity asked needlessly.

"Ohhhh it hurts! It hurts so much!" The serpent screamed, tears falling in greater amounts, spilling down the edge of the cliff.

Rainbow frowned. "She didn't just stick his facial hair in the ground, she FUSED it into it. One way of playing with a teleportation spell, theoretically. Still..." she looked up at the creature, her gaze hardening. "This is crass, even for her."

Rarity nodded but didn't say anything, producing a large pair of scissors out of her saddlebag. "Hold still. I will cut you loose."

The sea serpent's eyes widened in horror. "No! Please! Anything but that! My Moo-stache is my pride and joy! I couldn't bear to be seen with it damaged!"

"We can't just elave you like this!" Applejack retorted.

"We could." Pinkamena pointed out. "we can get across the chasm quickly without needing to risk leaving the pegasi two carry two heavy ponies." The group collectively glared at her and she looked away huffily. "Just trying to be practical."

Twilight blinked. "Wait, how about a trade?"

Everyone's brows rose. "A trade?" they all said in unison.

"Yeah, we cut you free, and in return we can give you something to replace your moustache with."

The creature thought for a moment. "I accept. A false Moo-stache is better than no Moo-stache." He pointed at Applejack. "her mane and tail are stylish enough to make for a suitable replacement."

Applejack gasped in shock. "What!? I never-!" She looked around at the group, her gaze softening. "I..But...Fine!" She posed. "Just make it quick...and I'm only doing this to help out the poor creature! AND because you all need me to do it!"

Rarity nodded and cut the creature free and then just as quickly cut off most of Applejack's mane and tail, which were tied around what was left of the beast's moustache. He smiled wide and started cheering happily. "Oh thank you! Thank you all!"

Spike stared incredulously, as did Pinkamena. Rarity and Twilight returned the smile.

"Anything to help somepony out." Rarity said.

"Same here." Twilight concurred. "No price is too great to see somepony happy."

"You said it was a deal." Pinkamena said. "But he's the only one who benefits."

Twilight gasped and blushed. "Oh...um...well..I couldn't possibly want to take something from somepony who already has been inconvenienced enough as it is."

"Oh no trouble at all." The creature smiled. "I can help you get across...I was perfectly willing to let that other pony cross earlier, but instead she acted brutishly!" He grew more serious. "However, I cannot simply stroll through...a test is required."

"A...test?" Rainbow asked, sounding a little excited. "What kind of test?"

The sea serpent rested an arm on the Cliffside, laying his head on his open claw. "Oh nothing too dangerous or taxing...you must simply answer a question honestly and truthfully."

Applejack sighed. "Well that doesn't sound too bad..."

The creature's eyes narrowed icily. "However, if you try to lie or obscure the truth, I will eat you all where you stand."

Rarity gasped, eyes wide. "E-eat us!?"

"Well, yeah, I mean, while I am fabulous and willing to speak to anyone friendly, I am a monster beast, and I AM an ancient guardian, you know the drill." He shrugged nonchalantly. "It's just part of the job." His gaze grew colder, his voice dropping a few octaves. "Now. Here is the question."

The ponies gulped while Pinkamena rolled her eyes and Fluttershy simply hid her mouth behind her hooves in anticipation.

"How does my new Moo-stache look?"

The ponies blinked up at him incredulously. "What."

The sea serpent shrugged. "That's the question. Keep in mind, if you lie to me, try to bluff, try any clever tricks like answering with another question, or OFFEND me in any way, I will eat you." He held up a finger. "Also, only one of you may answer."

The others started talking amongst each other, trying to figure out if ther was a trick or some problem. Rainbow Dash turned to the creature. "Very well, we will answer."

"Very well. The one who answers may speak."

Rainbow Dash started to open her mouth but then...

"It's ugly." Pinkamena stated.

Rainbow, Spike and the others stared and spluttered at the pink earth pony while Fluttershy laughed hysterically.

"What are you doing!?" Spike and Rainbow exclaimed.

"It doesn't match your hair colour and you can easily see where the old 'stache and the new one meet." Pinkamena continued, ignoring her friends.

"We are going to die." Spike said emotionlessly. "We. Are going. To die."

"And it's ridiculous that some ancient guardian protecting a hidden treasure would care so much about his appearance." Pinkamena continued, Applejack fainting.

The sea serpent looked down at them all impassively and then smiled wide, clapping. "Well done! You pass!"

They all stared up at him. "What."

"She answered honestly and truthfully, despite my warnings." He smiled warmly. "Of course, even if she had failed, I wouldn't have eaten you, I'm not a barbarian! That sort of thing may have been acceptable 1000 years ago, but in this day and age? Pu-lease!"

Rainbow Dash to Pinkamena. "So you knew? You saw through his bluff?"

"No." Pinkamena stated simply. "I honestly thought he was going to eat us."

Rainbow blanched. "So...you risked offending him and getting us eaten...just so you could insult him?"

"Well its true!" Applejack interjected. "I wans't going to say anything but..."

"It's quite alright." The serpent chuckled. "I'll make do even with an ugly Moo-stache...besides; I think I can make it work." He held out a claw. "Alright everypony, time to set off!"

Pinkamena walked onto his palm disinterestedly and Fluttershy excitedly flew beside her, the others hesitantly stepping on beside the earth pony.

"Next stop: the old castle of the sun and moon!" The sea serpent called out and slowly turned, placing them on the other side and then promptly diving down into the water below.

"Well..." Rainbow said, getting a grip on herself. "Only thing left now is forward."

Elsewhere, a yellow unicorn with a mane with yellow streaks walked down the stone halls.

"I'm so close...I'll prove I'm the best...I will...I am better...I deserve...not her..."

And high in the sky, unseen by all, several dark figures flew down onto the castle grounds, looking around.

"We shall survey the area...if the Elements are here, they will be destroyed."

_Alright everyone, I'm finally done with this chapter. Quite a lot's changed and there are some parts I'm not too keen on but if no one complains, then no problem right? And yes, I do feel the honesty trial was very heavy handed..._

_Also, though it wasn't stated here, the sea serpents name in this verse is Stefan Magnate. Just thought it'd be an interesting thing to note/change._

_Also, if that last part seemed lazy or rushed, its cause I wrote while i was tired and it was super late..._

_Hope you all enjoyed it and please comment!_


	4. Part 3

Rainbow Dash, Element of Magic

Part 3: The Element of Harmony

The six mares walked down the grassy path, looking up at the large, imposing castle looming over them as they approached.

"Well," Spike said, "I have a feeling that would be the place where the ancient, hidden magical weapons are hidden."

"A fair assumption." Rainbow Dash replied. "Ok girls let check it out."

As the stepped forward, there was a sound, a flurry of leathery wings ebating against the wind rapidly, and suddenly they were surrounded by dozens of Nightsteeds.

"Now why would six, unassuming ponies come to such a dark, secluded, lifeless place?" The commander of the Nightsteeds mused as he stepped in view, in front of the entranceway. "You wouldn't happen to be trying to find the weapons that sealed our Princess away, are you?"

"And so what if we are?" Pinkamena said. "Why do you care so badly? What ARE you things anyway?"

"We've never seen ponies like you before, that's for sure." Spike added.

The captain snorted as the others became agitated, flapping their wings and stomping their hooves lightly. "We are descended by ponies, but for some strange reason we were born into the forms you currently see." He walked around the group, scanning them with his bright yellow eyes. "Our parents and families either abandoned us, sold us or even tried to harm us." He smiled, looking towards the moon. "However, Our Princess, Her Ladyship Luna, saved us, protected us from those who shunned us, feared us for being different, and in return we gave her our loyalty, and became her personal guard." His gaze grew stern as he turned back to his captives, baring his sharp fangs in a scowl. "That was until the day of the coup, when she became what is known as Nightmare Moon. We do not know what happened or what caused her change, and we do not care. We sided with her, as we always have and always shall, and watched as Celestia imprisoned her sister within the moon. We could not bear such a betrayal, such callousness; we tried to continue her work then and there." He sneered. "However we heard of the prophecy foretelling her return, so we used our own magic to turn us to stone until the day Nightmare Moon was free and we could once again serve her."

Rarity and Twilight looked at the creatures in sympathy. "You poor things..." The white unicorn said. "To have been mistreated just because you were different..."

"Indeed." The commander agreed coldly. "Your kind has treated us only with scorn and contempt; however that is not why we serve the Princess. We only follow her will, regardless of our personal feelings."

Rainbow Dash glared. "So, you don't care about if she hurts anyone?"

"We care, however, even if we do not like it, if our Princess orders it, will be done." He glared. "That is what it means to be loyal."

"How dare you!?" Applejack interjected, causing the other mares to stare at her in shock.

"Applejack...?" Twilight said quietly, eyes wide.

The earth pony didn't hear, trotting over to the commander of the Nightsteeds, pressing her muzzle to his, glaring into his eyes. "You call that loyalty? Blindly following the orders of some crazy pony just because she was nice to you? Even if that means doing this you don't want to do? Even if it's only making things worse for her!?"

"Yes." The commander retorted softly, steel in his gaze.

Applejack's lips thinned as she growled. "That is not being loyal. That is being a slave."

"Who are you to question our loyalty!?" The commander snapped, his soldiers getting into battle stances. "You, who is no different from those who mistreated us, who are you to question our loyalty!"

"Nopony yet, but someday..." She cut herself off, shaking her head. "No, it does not matter. What DOES is that you are deluding yourselves into following somepony who is not in her right mind, instead of doing something to help her! It's clear from what you said that you do not think she would act like this normally!"

"I...I would never say anything treasonous about our Princess!" He roared. "Nightsteeds, destroy these ponies! Make sure none make it into the castle! I will handle this one myself!"

The six mares gasped as the soldiers surrounded them, charging forward, snapping at them with sharp teeth, Rarity crying out in pain as one bit her. Rainbow knocked the attacker away as she ran to the unicorn.

"You're hurt!" The Pegasus exclaimed.

"Oh yes, and my personal well being is sooo important." Rarity said sarcastically. "Look, we need to find those elements. They're distracted, focusing on us. Get in the castle before they realise their mistake!"

"but—"

Twilight leapt in, bucking a Nightsteed in the face as it lunged at Rainbow's wing. "Even their commander is focusing more on Applejack then guarding the door. We can handle these guys, just go!"

Rainbow bit her lip, conflicted. On the one hand, she didn't know these ponies, she didn't owe them anything. On the other, they still came all this way to help despite it being unnecessary, and besides...she couldn't just leave them to fend for themselves.

"Dash." Spike spoke up, his voice calm and gentle but reassuring. "I trust these girls. They'll survive this. But we need to go in there and get those elements before it's too late, before Shimmer grabs them, or Nightmare Moon, or—"

"Ok, ok I get it." She looked over the battlefield, seeing fluttershy joyfully dodge and glide around past her assailants, applejack facing the commander, Pinkamena tripping a careless soldier over nonchalantly. She turned to the two unicorns and gulped. "Make sure everyone makes it out of this in one piece."

They nodded. "Of course."

Rainbow Dash bit her lip and ran past the large heavy entrance doors and into the castle.

The Nightsteed commander was too busy focusing on Applejack, the two ponies circling each other. "You spit on my honour, call into question my loyalty...for that and more, I shall give you pain."

The farmer smirked. "Just try it, Dahling."

The Nightsteed roared and charged at her, slamming his hooves onto her, making her yelp in pain, and then biting her neck.

"You are a shallow creature, way too concerned for your appearance, you lack any muscle or even any fighting ability!" The commander lectured, digging his sharp teeth into her neck. "You are a weak creature, with no hope of even challenging me."

The earth pony grunted and winced in pain but glared at him. "Ah may care about my appearance, and its true Ah am not the strongest pony Ah know, however, you're forgetting one thing."

"What?" The commander growled. "Why is a weakling like you even here? You're merely a hindrance!"

"Indeed, Ah could've left this expedition at any time, Ah could've just gone home and pretended nothing happened tonight. But Ah didn't." She pushed him off and he tried to knock at her with his strong wings but she merely pinned them under her hooves, staring into him eye to eye. "And it wasn't because they asked me to. Not because Ah felt Ah had to, or was obligated to. Ah WANTED to come, despite any protests or complaining, because I NEVER leave anyone I know hanging, and Ah am always there for them. That is the difference between you and mean. You obey, Ah merely follow and offer help. If you were TRULY loyal, you would've realised what you should've done ages ago."

She headbutted him hard, knocking him out, wincing as several more Nightsteeds scratched at her with what looked like claws. She spat at the ground, her gaze steely.

"Bring it."

Rainbow raced through the castle, the building old and dank and cold and dark and empty, devoid of anything other than the floor, ceiling, walls and stairs. Lots of stairs.

As she walked up a set of stairs, she heard a familiar, agitated voice.

"This should work! My research is flawless! All signs point to magic being the spark to jumpstart the Elements! WORK!"

Rainbow entered a large room where she saw the haggard form of Sunset Shimmer standing over five round stone orbs, each inscribed with a symbol. "You know, talking aloud to yourself is considered the first sign of madness."

Shimmer turned, eyes wide and frantic, though filled with malice. "You! This is your fault somehow! It has to be! I am perfect! I didn't do anything wrong! I am the best!"

Rainbow waved her wings diplomatically. "Whoah there, easy Shimmer. Look, are those elements? They...don't really look like much. Hay, I cna't even feel any magic from them..."

"But that's the beauty of it!" Shimemr grinned crookedly. "The Elements are useless without the sixth, a spark of magic...however, these stupid things aren't reacting no matter how much magic I use on them! They're useless!" She kick the orbs, sending them flying to opposite ends of the room, shattering to pieces. Shimmer panted, her eyes widening slowly with horror and realisation at what she just did.

"Shimmer...YOU DESTROYED THE ELEMENTS OF HARMONY!" Rainbow shouted.

"It wasn't my fault!" The unicorn stated desperately. "it's never my fault! The Elements weren't working, despite my being the most powerful unicorn in Equestria! This...this was the perfect chance to prove my superiority!"

"Your superiority?" Rainbow growled. "Sunset Shimmer, did you forget the insane tyrant running amok trying to depose our Princess and take over Equestria? Did you forget just WHY we came here to make sure you would be ok, or if you needed help? THIS NOT ABOUT Y, IT'S ABOUT MAKING SURE EQUESTRIA IS SAFE!"

"It's always about me!" Shimmer snapped back. "I am the greatest magic user, not you! I am superior to everypony, not you! I am Celestia's student, not you! I AM PERFECT AT EVERYTHING I DO, NOT! YOU!"

There was a mocking chuckle, the two amres turning, paling as they saw the imposing figure of Nightmare Moon herself. "Oh, don't mind me, do go on. I haven't had entertainment like this for 1000 years."

Shimmer smirked, horn glowing. "Even without the Elements, I'll—"

She barely a got a word out as Nightmare Moon grabbed her with her mane, throwing her hard against the ground, pressing her hoof onto her head. "You presume too much about yourself, you stupid, small creature! Do you realise how old I am, what power i possess? You are nothing but an ant to me!" She grinned wickedly. "However, I thank you for destroying the Elements for me, ensuring that no obstacle is left to face me."

Shimmer groaned in pain, struggling to attempt to get up, unable to speak through the pain, Nightmare Moon too strong to be simply shrugged off.

"You're wrong." Rainbow Dash stated, earning both mares' attention. "I'll oppose you, even if I can't fight as well or know as many spells as Sunset Shimmer, I'll take you on."

The Mare on the Moon smirked. "For Equestria? For your Princess?"

"of course, for everypony, including six awesome mares who came all this way with me, helped me out, showed me what I am fighting for." Rainbow spread her wings, which were glowing brightly with rainbow aura. "I will fight you for Equestria, for the Princess, for everypony in it, and especially for my friends, who even now are fighting your minions, trying to give me a chance to stop you!"

"You don't even know what I plan." Nightmare Moon retorted.

"Spike, what time is it?" The Pegasus asked her assistant, who indeed was still on her back.

"almost 6am" The dragon answered dutifully, gazing at the Winged Unicorn with the same determined look as Rainbow.

"I taught him well, and he taught himself even better." The Pegasus explained. "He is better at knowing the time than even the ebst clock. So, judging by the fact it still looks around midnight, couple with the fact that the moon hasn't moved an inch since this whole thing began, I'm guessing that you control the moon, much like Celestia does the sun, and you're attempting something like Eternal Night?"

Nightmare Moon snorted. "It's only fair. Nopony appreciated my night before. Now, it will be all they will ever know."

"Yeah, but that's only short term, how about long term?" The Pegasus continued. "Ever think about what would happen if the sun NEVER rose?"

"W...what?" Nightmare Moon faltered, her eyes...flashing to a more normal dark blue hue for a second. "Are you saying my plan is flawed."

"Well, assuming you don't want an ice age, which will be what will happen if night is eternal. At the very least, if not that, we will have a damaged ecosystem due to several animals having their internal clocks messed with, crops won't grow, and lots of ponies will end up starving and cold."

"I...That can't..." Nightmare Moon's blinked between green and blue rapidly. "You're lying! Nothing will happen! I...it...They will love me!" She firced a massive blast of magic which Dash barely dodged, the Princess' mane ripping stone and mortar out of the room, throwing them at Rainbow Dash, who grunted and fell as several blocks connected with her softer body.

The Princess of the Night stepped forward, looking shaken but resolute. "Everything will be better...I will be loved...b-by everypony, no matter what."

Rainbow got up slowly. "No, you're just a tyrant, an idiotic child throwing a tantrum without knowing anything. You won't have anyone's love, only their fear...and I will stop you."

"Why? Why are you fighting? Why is Celestia so important to you!"

"It's not about Celestia!" Rainbow Dash shouted angrily. "it's about you destroying the world because you can't ahve your way, which will hurt many ponies...especially my new friends!"

A glow came from the shattered remains of the Elements, which lifted into the air and moved towards the Pegasus, surrounding her as a majestic crown was formed, resting on the pegasus' head. Rainbow and spike stared at the accessory, as did Nightmare Moon and Sunset Shimmer.

"What!?" Shimmer cried out, getting up on her hooves at last.

"B-But it was broken!" Nightmare Moon screeched.

Rainbow looked equally confused, but smirked as she thought everything through. "Of course..."

"huh?" Spike asked. "You figured out what's going on Rainbow?"

"Of course Spike, it's elementary." She turned to the other two mares in the room. "The elements of harmony...they aren't simply a weapon. They represent what they imply: harmony. Not just one pony trying to prove she's better, not something to simply chase away some monster. They're an artefact representing and applying Harmony, creating balance to the world..."

"Give it to me!" Shimmer cried out. "My magic will make it much effective!"

"It didn't work for you, remember, smart guy?" Rainbow pointed out. "The Element reacted to me, specifically when I mentioned my friends...it reacts to a connection, a bond between ponies..."

"Hurry Rainbow!" Spike exclaimed, pointing a claw at Nightmare Moon. "Blast her!"

"It's too much power, Spike." The Pegasus continued. "That's why its separated into five...no...make it SIX objects, it works wth harmony...so you need harmony to use them." She smirked, gazing defiantly at the Princess of the Night. "They represent aspects of harmony, to be wielded by those who best represent those Elements." She raised her head high, some shards flying out a window. "Five mares came with me tonight, to help me. At first to help Shimmer, but then to ensure that Nightmare Moon was defeated and Shimmer didn't make things worse. However, there was one pony who was always giving Sunset Shimmer the benefit of the doubt, always ready to help another, even after the pony in question attacked us several times. Yes, my friend, Rarity, represents...KINDNESS!"

Rarity was tending to her friend's wounds, looking worried. The Nightsteeds surrounded them, few in number but outnumbering the mares by quite a margin."There are so many of them...We may not survive this night girls..."

"Hey, would it really be so bad, giving our lives to help save Equestria?' Twilight said with a smirk, breathing heavily.

"Speak for yourself." Pinkamena replied. "I don't plan on dying here, fighting some weird ponies while even weirder ponies fight."

"I concur, though not quite so...impolitely." Applejack added. "I for one will stand by you all, come what may, however."

"Oh turn that frown upside down!" Flutterhsy giggled, hovering above them, completely unharmed. "We're gonna get through this and then we can have a party!" She grinned, hooves raised wide and high.

"Ugh, easy for you to say, they haven't managed to hurt you once!' Pinkamena exclaimed in exasperation.

Suddenly, shards of stone flew around Rarity's neck, she and the others staring in surprise as the shards spun, creating a large blast of white light that covered everything. When the light cleared, the unicorn's eyes were glowing a bright white and she floated upwards and into the highest point of the castle.

"Well..." Pinkamena said; eyes wide in bewilderment. "That was...different."

Rarity floated beside Rainbow Dash, looking around as she regained consciousness. "oh...OH MYGOSHI'MFLYING!"

"Not quite, merely magic assisted levitation, side effect of wearing an object filled with such pure power." Rainbow explained.

"I will not accept this!" Nightmare Moon roared.

"Neither shall I!" Sunset Shmmer shouted

Both antagonists started to fire several, rapid blasts of magic, but the blasts dissipated before they could connect.

"Hmm well it seems the Elements do provide protection from harm." Rainbow remarked. "Good to know. Now then, similar to Rarity, there was another pony willing to help, but she did so by giving whatever she could, be it food or even a chance to help another in a bad fate, without asking for anything in return. In fact, she even made a deal that in no way gave her anything. I am talking about Twilight Sparkle, Element of...GENEROSITY!"

The attacks intensified as Twilight was pulled in, both she and Rarity wearing choker necklaces emblazoned with their cutie marks.

"One pony stood by us, despite constant complaints and plenty of chances to save herself. She stood by us without us even needing to ask, though that did help. Applejack, Element of...LOYALTY!"

Nightmare Moon roared, her mane splitting into several clawed tendrils, trying to scratch, cut and grab at the mares, only to be torn and burned as the Elements blocked them.

Rainbow continued, now joined Applejack, who looked very confused. "Though her change in personality creeped me out, and she could be a little too...happy, there is no other pony I can think of who knew when to deal with a situation with song and joy and, dare I say, LAUGHTER...Fluttershy!"

Nightmare Moon screamed, her body warping and moving oddly. "No! Not again! Not another thousand years imprisoned! There must be...something I can do!"

"She wasn't always too accommodating, she saw us all as weirdos and idiots and worse, but she always spoke her mind honestly and truthfully, even if it meant she may die for it. I speak of Pinkamena, Element of HONESTY!"

Pinkamena blinked as she was pulled into the small grouping, she and Applejack sporting amulets connected to a bracer on their forehoof each. "Uhh...what's going on?"

"Oooh!" Fluttershy squeeled. "I think this is a deus ex machina that'll save everything instantly, just like in every novel I read!"

"STOPIT!" Nightmare Moon pleaded, her voice twisted and odd sounding.

Rainbow smirked, spreading her wings wide. "However, these five Elements are useless separately without the spark necessary to join them and the elusive sixth Element, something that is in everything in Equestria in some form, something that forms the basis of our very lives in subtle and unseen ways as well as the grandiose...Shimmer had guessed what it was, but failed to see it in its entirety. The Element I seem to embody, by process of elimination...MAGIC!" A burst of white flowed through her as streams of magic in varying colours flowed from each element and into each other, spiralling together into Rainbow's element. "However, magic is not the spark! Even magic is useless without something to bind it, and what binds harmony together?" She looked at the five other mares, most of whom were bewildered except for Fluttershy, who was grinning excitedly, and Rarity, who looked giddy at seemingly flying somewhat. The blue Pegasus smiled. "It may not always look the same, and may not always be called the same thing, but this spark is what allowed me to see these mares as more than just ponies helping me...this spark, that joins our elements and which not even someone as brilliant and talented as Sunset Shimmer could recognise...the reason she couldn't activate the sixth element and in turn the other five, was that she lacked the spark...OF FRIENDSHIP!"

With that, a burst of magic burst from each Element, coalescing into a massive raibow of pure magic. Nightmare Moon turned to flee, only to fall to the ground, unable to move normally for some reason.

"No...This worthless body is failing me..." She screamed, not with her own voice, but with a deeper, darker sound. She turned, wide eyed as the magic slammed against her, screaming at the top of her lungs as she was consumed in the bright magical light.

The six mares floated gently to the ground as the Elements effect on them had ended. They stared as the magic around Nightmare Moon dissipated, revealing a small, purplish filly with a short blue mane. She stared up at them fearfully, tears in her eyes.

"What...have I done...?" She sobbed. "What...did I TRY to do...? I'm so...so sorry..."

Shimmered, trotting over. "Look at you...weakened, helpless...I can easily finish you now...I will prove that I am better..." She chuckled cruelly but stopped as Rarity jumped in front of her. "Get out of my way!"

"No!" Rarity stomped her hooves. "She is sorry about what she did! She's just a child!"

"No she isn't, she's the Princess of the Night, Nightmare Moon! She must be destroyed before she can attempt her plan again!" Shimmer grabbed Rarity with her magic, tossing her aside, making the other unicorn yelp in surprise. "I REFUSE to let you...COMMONERS steal the glory and fame I deserve. I am going to finish this fight once and for all, and nopony can stop me!"

"Sunset, I implore you to stop."

The yellow unicorn froze, wide eyed, turning to look at Princess Celestia, who had suddenly appeared; standing in the middle of the room.

"P-Princess!" Shimmer cried out nervously. "W-why are you stopping me!? She is your worst enemy!"

"No she isn't." The white winged unicorn walked towards the former Princess, smiling warmly. "I missed you, my sister."

"S-Sunny..."

The two ponies embraced each other tightly, tears falling from them both.

Shimmer gasped. "I-I see now! You planned this all along! That's why you weren't at the Summer Sun Celebration! This was all a test for me!"

Celestia glared. "No. Nothing that happened tonight was a plan, some scheme to test my student's abilities or worth. When I was told the prophecy, I didn't even believe it was true."

Rainbow frowned. "Then why weren't you at the Celebration tonight?"

Celestia blushed and looked away. "Well when you live as long as I have you...sometimes you forget certain things..."

Spike gasped, mouth hanging open. "The biggest holiday in Equestria...the most important day of the year...You FORGOT!?"

"Well it's not like I don't raise the sun every day." Celestia pointed out. "Days tend to blur..."

The dragon face faulted, groaning in annoyance.

"A-anyway..." Celestia coughed lightly. "As I was saying, when a grey Pegasus came to me and...explained the situation to me, I got flew here as fast as I could. When I saw a multicoloured light come from this castle, I flew in to investigate...to find my elder sister, restored to her true self, before her corruption, and my own student threatening to harm her." She glared at Sunset Shimmer.

"B-but she is dangerous! She will unleash eternal night on Equestria!" The yellow unicorn argued.

Celestia sighed. "Sunset, I thought you were smarter than this...doesn't it seem strange to you how Luna looks different now than she did before?"

Rainbow's eyes widened. "You mean...she was possessed!?"

Celestia nodded. "It happened right in front of me...Luna was angry, arguing with me, over how much she wanted to be greater appreciated for her beautiful night...I...I admit I didn't help matters...we were arguing, shouting...then, a dark shadow covered my sister, changing her into Nightmare Moon. I was forced to use the Elements, but they couldn't purify her...only seal her away...forever, or so I thought..." Tears were falling from her eyes and she looked away.

"Wait, why couldn't the Elements purify her then as they did now?" Rainbow asked, confused.

Celestia sighed. "I...I didn't know how they worked...My sister and I have only used them once before..." She looked at the Pegasus in puzzlement. "Tell me..what did you do that was so different?"

"Nothing." Rainbow answered. "The power isn't simply in the elements themselves. I don't know how you got them to work, but I do know, or at least a have enough reason to believe, that the Element only work best when sparked with friendship."

Celestia stared, eyes wide. "Friendship...? That is the big secret of the Elements..." She started to cry again. "No wonder..."

Rainbow and the others were growing uncomfortable at the apparent vulnerability of their wise and respected ruler. "So, I'm guessing Nightmare Moon is over and done with?"

The smaller winged unicorn stepped forward, snuggling close to her sister's side. "Yes...I...I can no longer feel my thoughts clouded over...at the very least, I am no longer an active part of the Nightmare..."

Rarity and Twilight smiled. "Well that's good, at least now you can start anew, perhaps patch things up with your sister."

Luna looked up at her sister. "I would like that."

"As would I." Celestia smiled.

Pinkamena, who had been silent for a long time, suddenly blurted. "How is the little filly the ELDER sister!?"

Everypony blinked, the five mares looking between the two princesses, Celestia silent for a long while before giggling.

"Oh! You don't think I've ALWAYS looked like this do you?"

Pinkamena blushed. "It was a legitimate question..."

"Wait!" Celestia stopped laughing as all eyes turned to Spike, who had spoken. "Where is Sunset Shimmer?"

They all looked around, Rarity and Fluttershy exploring the castle along with Luna and Celestia, but neither hide nor hair could be found of Celestia's student.

In the Everfree forests, a lone unicorn walked, grumbling under her breath.

"Simply forgot...just forgave her...friendship...worthless! All of her teachings are pointless! Celestia isn't some all powerful being, she's just an idiot! Her and all the rest! I am...better than them all, better than even Celestia! And I'll prove it too...one day..."

As she walked, she didn't notice a faint shadow crawl across the ground, following her slowly, reaching out for her.

The sun rose and all of Equestria rejoiced as normality was restored. Or so it seemed.

First came the biggest shock: the villain who had tried to take over Equestria had, rather than be imprisoned once again, somehow reformed and was now standing alongside her sister, looking unsure but proud. The populace, though wary, trusted their Princess' judgement and welcomed the winged unicorn filly warmly.

The other shock was more private. Rainbow stood beside Celestia within the rather unique public library/house that was in the centre of Ponyville.

"Y-you mean it!?" Rainbow gasped, smiling wide. "I can really live here!?"

"Well, i couldn't dare separate you from your friends, and we do need all the Elements together in a safe place any case anything like Nightmare Moon would ever rise again." The monarch smiled serenely. "Besides, I feel you will be more comfortable here than at Canterlot, where hardly anyone talks to you despite your fame."

Rainbow blushed. "Yeah...I-I never realised how famous I had become..." She looked up at the Princess. "But...I mean...a knighthood? Isn't that a little...far?"

"Not at all, after all, you are the holder of our land's greatest weapon, lacking a better phrase to describe the Elements." She winked. "Don't worry; you aren't part of the Royal guard, so you don't have to wear any of that armour all the time. However, I will supply a lightweight uniform to wear for public events."

Rainbow chuckled. "Gee thanks...but, I get the feeling there's something else."

Celestia sighed. "Indeed...I...I really messed up, to be perfectly frank. Not just forgetting such an important event, but filing to understand the very fundamental nature of the Elements, and failing to save my sister so many years ago...I...I had even failed to teach my student the things that REALLY mattered..." She looked Rainbow dead in the eye, her gaze stern. "I want you to send me special reports, 'lessons' if you will, on friendship, how it works, whatever you can think of. I need to learn from this, just in case..." She trailed off. "In return,I will teach you what I know about magic."

Rainbow smirked. "So we'll teach each other?"

"You are not my student, Sunset is. However, that doesn't mean we aren't equals in this." She smiled. "I look forward to your reports, Rainbow Dash."

Rainbow grinned. "And I look forward to learning from you, Princess."

"Please, we're past formalities by now." Celestia smirked. "Call me Celestia, or whatever you please."

"Uh sure thing...Celly." Rainbow groaned "Sorry that's gonna take some getting used to."

"No problem. Now, if you'll excuse me, I have to help my sister get reacquainted on how Equestria functions after so many years imprisoned. Good day to you Miss Dash.

Spike walked up to Rainbow, having finished unpacking. "So...the Princess' friendship tutor huh?"

Rainbow grinned. "Hey, what can I say? I'm the Element of Magic, so of coruse she'll be learning from the best. After all, Friendship is Magic."

There was a long silence.

"Rainbow...that was really cheesy."

Rainbow giggled and hugged the dragon. "What would I do without you, Spike?"

"I dunno...sleep all day?"

The Pegasus giggled, lifting the dragon onto her back with her magic, stepping out. "Well, time to head off. Fluttershy's party is gonna start soon and I'd hate to miss it."

Spike smirked, eyes glazing at the thought of the yellow Pegasus. "Well lead on, Sister!"

The two headed off, Rainbow humming a soft tune, thinking of how just much their lives had changed in only two days.

_So...yeah. That's it...for now._

_So, there were a lot of differences, many that i can't really recall, other than the fight with the Nightsteed commander being longer. However, the biggest difference was Sunset Shimmer becoming Nightmare Shimmer after Nightmare Moon was defeated. I changed this cause a) nothing stopped them from simply blasting her with the Elements really 2) certain things about it not making much sense to me and 3) ending with her teleporting away to plot seemed to much like a Lunaverse ripoff. The more ambiguous end was overall better, in my opinion._

_I'm still iffy on the challenges to prove each Element bearer, and Rainbow did most of the talking here...which I also find iffy, but whatever._

_I was going to make Rainbow Captain of the guard but it just didn't feel right and didn't feel like a natural thing to have happen, both in-universe but mostly Meta. Really, there a lot of things I wanted to do but didn't for various reasons, including having Luna join the Mane cast as a sort of Sixth Ranger or soemthing._

_So now comes the big question: what now? Do I continue this as one big story? Or as a multi-story 'verse fic'? I'm asking you guys for what is the better idea, because I do plan to continue this...I just need to figure out in what form?_

_Feel free to use this universe in any crossover/crossover type stories if anyone is keen, or even adding stories to this universe themselves! :3_

_But most of all: Keep reading and please comment! (I hunger for comments! :3)_


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